Frank Zappa - Civilization Phaze III (1994)

Act One  
"This is Phaze III"   0:48
Put a Motor In Yourself   5:14
"Oh-Umm"   0:50
They Made Me Eat It   1:48
Reagan At Bitburg   5:39
"A Very Nice Body"   1:00
Navanax   1:40
"How the Pig's Music Works"   1:49
Xmas Values   5:31
"Dark Water!"   0:23
Amnerika   3:04
"Have You Heard Their Band?"   0:38
Religious Superstition   0:43
"Saliva Can Only Take So Much"   0:28
Buffalo Voice   5:12
"Someplace Else Right Now"   0:33
Get a Life   2:21
"A Kayak (On Snow)"   0:29
N-Lite 18:01
Act Two  
"I Wish Motorhead Would Come Back"   0:14
Secular Humanism   2:41
"Attack! Attack! Attack!"   1:25
I Was In a Drum   3:38
"A Different Octave"   0:58
"This Ain't CNN"   3:21
"The Pig's Music"   1:18
A Pig With Wings   2:52
"This is All Wrong"   1:43
Hot & Putrid   0:29
"Flowing Inside-Out"   0:46
"I Had a Dream About That"   0:28
Gross Man   2:55
"A Tunnel Into Muck"   0:21
Why Not?   2:19
"Put a Little Motor in 'em"   0:51
"You're Just Insultin' Me, Aren't You?"   2:13
"Cold Light Generation"   0:44
Dio Fa   8:19
"That Would Be the End of That"   0:36
Beat the Reaper 15:23
Waffenspiel   4:05
Total Time: 1 hour, 53 min, 31 sec

This is the album that many fans feel is Zappa's magnum opus. It's certainly the one he worked hardest and longest on. The "Phaze III" in the title refers to cartoon dialog balloons that appeared on the covers of We're Only In It For the Money and Lumpy Gravy, asking if those albums were Phase 1 and Phase 2 of each other. So CPIII is an album that, at least conceptually, Zappa had been working on for the last 25 years of his life. It wasn't until he got the synclavier (a computerized synthesizer that can be programmed to play nearly anything) that he found the means to realize this life-long goal.

I have a feeling that Zappa was waiting until he had absolutely perfected the synclavier before recording and releasing this album. If he hadn't known that time was running out in the early 90s, he might never have finished CPIII. He did release it though, and it shows how far Frank had progressed with the synclavier. The music is some of the most complex, avant garde stuff that he ever wrote, and the sounds generated by the computer cover a wide range of tones and textures, from nearly perfect reproductions of real instruments to spacey sounds that don't exist in nature. On disc two, the liner notes estimate that 30% of the music was played by the Ensemble Modern. But the synclavier's imitation of orchestral instruments is so good, it's difficult to tell what's "real" and what's machine-generated.

This album is a cross between Lumpy Gravy's mix of dialog and music, Jazz From Hell's use of the synclavier and The Yellow Shark's orchestral music. If you like all three of those albums, then CPIII is probably right up your alley. It alternates short synclavier pieces with short spoken word bits, and includes one epic-length instrumental on each disc. All of the dialog on disc one, and much of it on disc two, are leftover recordings from the Lumpy Gravy piano dwellers. Disc two also introduces a new generation of piano people, including Frank's daughter Moon Unit, who has the misfortune to book the inside of the piano as a vacation spot. The conversations continue the pigs and ponies / outsiders versus authority musings from Lumpy Gravy, with the new voices adding some racial overtones and a modern "aggressiveness" to the older hippie ramblings.

Musically, this album shares the Yellow Shark's tendency to go straight over my head. I enjoy listening to the whole album, but many of the tracks are light-years beyond my musical understanding. On the Zappa newsgroup, high praise is often given to the 18 minute N-Lite, but I have to admit that I don't get much from that track. There are parts here and there where I seem to get a glimpse of what's going on, but overall it's just too much for me.

There are several tracks that I like a lot though. The opener, Put a Motor in Yourself reminds me of the more accessible songs on Jazz From Hell, and is possibly the only song on the album that is instantly likeable. Amnerika is a wonderful track. The first time I heard it, I thought it was very random sounding, but repeated listens revealed an internal logic to the piece. It has a steady rhythm and recognizable melody, they're just not immediately obvious.

The end of disc two is my favorite part of the album. Dio Fa features long, droning notes that generate a very unusual atmosphere, bordering on creepy. I think some of these sounds were created by the Tuvan Throat-Singers, but the liner notes don't mention them anywhere. This unsettling piece sets up the ending, which is anything but happy. Appropriately for the last album released during Frank's life, the final dialog track ends with "that would be the end of that". Then there is a lengthy, melancholy piece called Beat the Reaper, with dark music underscored by the sounds of thunder and falling rain. The closing track, Waffenspiel, features nothing but the sounds of hammering and distant gunfire. Towards the end of the track, the sound of an airplane is heard - the liner notes explain that this is a crop duster, come to spray poison on the listening audience. Seemingly a bitter farewell from a man who didn't want to die, this piece made me break down in tears the first time I heard it. I'm still not exactly sure why.

The liner notes indicate that Civilization Phaze III was intended to be an "opera-pantomime", and give stage directions for the various tracks. There was even some talk when the album was first released that Zappa family friend Matt Groening (of Simpsons and Life In Hell fame) was going to stage a production of it. Nothing seems to have come from that, though.

Another bit of trivia - this album won a Grammy. Not for the music - oh no, the Grammy people are far too clueless for that. It won for "best packaging". The award was surely just given to honor the recently departed Zappa. Good thing he was already gone, because I'm sure he would have loved knowing that his greatest musical achievement got an award for packaging. Very symbolic, isn't it? Anyway, the packaging is nice. The cover shows an artist's concept of the piano "city" where all these voices live. The inside is laid out like a book, with the two CDs in trays on the front and back cover, and illustrations and transcripts of the dialog on the pages between.

In the end, I can't recommend this album to everyone because there are probably a lot of people who would enjoy some Zappa albums, but not be able to get into this one at all. This is more of an experience than an album. However, if you're into challenging music and want to hear what many fans consider the high point of Frank's career, then give this one a try. You'll probably have to special order it from the Zappa family web site (, because I haven't seen a copy in stores since the album first came out.

Album Cover

Image of the Civilization Phaze III album cover